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Stephen M. Gill
Stephen M. Gill
Partner — Mergers & Acquisitions and Capital Markets
Partner — Mergers & Acquisitions and Capital Markets

Stephen M. Gill

Stephen M. Gill
Houston

1001 Fannin Street
Suite 2500
Houston, TX 77002

My practice involves a lot of counseling. Most of the time I'm dealing with members of boards of public companies who are very well accomplished in their respective fields. But they're facing bet-the-company transactions, often for the first time. I’m helping really smart people accomplish their strategic objectives.
Stephen M. Gill

Stephen M. Gill is an accomplished corporate lawyer who leads Vinson & Elkins’ public company mergers & acquisitions practice. Steve advises both acquirers and targets involved in high-profile transactions across industry sectors.

Some of his notable representations include advising RSP Permian in its $9.5 billion sale to Concho Resources, which created the largest unconventional shale producer in the Permian Basin, and advising Maxar Technologies in its $3.6 billion merger with DigitalGlobe, which produced a leading provider of satellites, earth imagery, geospatial data solutions and analytics.

In addition to his M&A work, Steve represents public companies with respect to securities law compliance, securities offerings, and corporate governance. He also advises public companies on matters relating to shareholder activism defense.

Steve is V&E’s chairman of talent management and is also the firm’s hiring partner. Widely recognized for his accomplishments, he has twice been named an Energy MVP by Law360, and was one of three finalists for Texas Lawyer’s 2018 Attorney of the Year. Steve is a member of the board of directors of the Houston Society for the Performing Arts.

Experience Highlights

  • RSP Permian in its $9.5 billion sale to Concho Resources, creating the largest unconventional shale producer in the Permian Basin

  • Maxar Technologies in its $3.6 billion merger with DigitalGlobe, creating a leading provider of satellites, earth imagery, geospatial data solutions and analytics

  • Energy Transfer Partners in the $60 billion merger with Energy Transfer Equity in a unit-for-unit exchange

  • Rice Energy in its $6.7 billion merger with EQT Corporation, creating the largest independent producer of natural gas in the United States

  • NorthStar Realty Finance in its approximately $16 billion combination with NorthStar Asset Management Group and Colony Capital in an all-stock merger of equals 

  • Memorial Resource Development in its $4.4 billion merger with Range Resources 

  • C&J Energy Services in its $2.86 billion merger with Nabors’ completion and production business to create a leading diversified completion and production services provider

  • CYS Investments, an agency mortgage REIT, in its merger with Two Harbors Investment Corp., a leading hybrid mortgage REIT

  • Patterson-UTI Energy in its $1.76 billion merger with Seventy Seven Energy

  • Hiland Partners in the $3 billion sale of the company to Kinder Morgan

  • Wishbone Energy Partners, LLC in the $300 million sale of its North Central Basin Platform assets located primarily in Southwest Yoakum County, Texas and East Lea Country, New Mexico, to Ring Energy, Inc. 

  • The Conflicts Committee of the Board of Directors of El Paso Pipeline Partners in the $76 billion acquisition by Kinder Morgan Inc. of El Paso Pipeline Partners, Kinder Morgan Pipeline Partners and Kinder Morgan Management

  • The Shaw Group in its $3 billion sale to Chicago Bridge & Iron

  • Energy XXI in its $2.3 billion acquisition of EPL Oil & Gas Inc., creating the largest publicly traded independent oil and gas producer on the Gulf of Mexico Shelf

  • Eagle Rock Energy Partners in the $1.325 billion contribution of its midstream business to Regency Energy Partners

  • Select Energy Services, an affiliate of Crestview Partners, in its $1.3 billion merger with Rockwater Energy Solutions

  • Westlake Chemical Corp. in its subsequently withdrawn unsolicited $1.2 billion bid to acquire Georgia Gulf Corp., North America’s largest maker of vinyl construction products

  • Huntsman Corporation in its $1.1 billion acquisition of the performance additives and titanium dioxide businesses of Rockwood Holdings

  • St. Luke’s Episcopal Health System in its $1 billion transfer to the Catholic Health Initiatives

  • Global Industries in the $937 million sale of the company, a publicly traded subsea solution provider, to Technip

  • Crimson Exploration in the $800 million sale of the company in an all-stock transaction to a wholly owned subsidiary of Contango Oil & Gas

  • Vanguard Natural Resources in its $748 million acquisition of oil and gas company Encore Energy Partners from Denbury Resources, creating one of the largest upstream MLPs

  • Eagle Rock Energy Partners in its $614 million merger with Vanguard Natural Resources 

  • T-3 Energy Services in the $422 million sale of the company to Robbins & Myers

  • Rice Energy in the proxy contest defense of its merger with EQT against JANA Partners 

  • Sandridge Energy in its proxy contest defense against Carl Icahn and in the defense of the unsolicited bid of Midstates Petroleum

  • Crest Financial Limited in its proxy contest against the merger of Clearwire Corporation with Sprint Nextel Corporation, resulting in an increase of the merger consideration of approximately 70% from $2.97 to $5.00, valuing Clearwire at $14 billion

  • C&J Energy Services, Inc. in its $384 million initial public offering of common stock

Credentials

  • Tulane Law School, J.D. summa cum laude, 2001 (Notes & Comments Editor, Tulane Law Review; Order of the Coif)
  • Louisiana State University, B.A., Political Science, 1998
  • Chambers USA, Corporate/M&A (Texas), 2018 and 2019; Up and Coming, 2018 and 2019
  • Law360, Energy MVP, 2017 and 2018; Rising Star, Energy, 2015
  • Selected to the Texas Rising Stars list, Super Lawyers (Thomson Reuters), 2005−2015
  • Legal 500 U.S., Energy Transactions, 2017; M&A: Large Deals, 2017–2019; Private Equity Buyouts, 2017; Real Estate: REITs, 2017; Shareholder Activism, 2019; US Taxes: Non-Contentious, 2019
  • Texas
  • “Public Company Consolidations: What You Need to Know,” Energy Series, V&E Houston Office, March 20, 2019 (speaker)
  • “Shareholder Activism,” The Deal Economy Conference – Chicago, September 24, 2018 (panelist)
  • “What to Do When the Barbarians Are At Your Gate: A Shareholder Activism Bootcamp,” National Investor Relations Institute Annual Conference, June 10, 2018 (speaker)
  • “M&A Transaction Structures: Corporate, Reporting, and Tax Considerations,” V&E Houston Office, June 14, 2017 (speaker)
  • “2016 Proxy Review, 2017 Predictions & ISS Voting Policy Updates,” Houston Chapter of Society for Corporate Governance, February 8, 2017 (speaker)
  • “Confidentiality Agreements and Standstill Agreements,” 35th Annual Conference on Securities Regulation and Business Law of the University of Texas School of Law, February 2013 (presenter)